p. 1 IN THE HIGH COURT OF ORISSA AT CUTTACK W.P(C). No.15880 of 2024 In the matter of an application under Articles 226 & 227 of the Constitution of India. …. Ramesh Chandra Nayak & Others …. Petitioners -versus- State of Odisha & Others …. Opp. Parties Advocates Appeared in this case For Petitioners - M/s. B. Mahapatra, Biplaba P.B.Bahali & B.K. Panda, Advocates For Opp. Parties - Mr. S.K. Jee, Addl. Govt. Advocate for O.Ps.1 to 9 M/s. D. Mohapatra, Sr. Advocate with G. R. Mohapatra, Madhumati Agrawal, P.K. Singh Deo & A.K. Pradhan, Advocates for O.Ps.10 to 13 …. CORAM : HON’BLE MR. JUSTICE KRISHNA SHRIPAD DIXIT HON’BLE MR. JUSTICE CHITTARANJAN DASH ----------------------------------------------------------------------------------------- Date of Hearing : 09.02.2026 : Date of Judgment : 12.02.2026 ----------------------------------------------------------------------------------------- PER KRISHNA S. DIXIT,J. Petitioners claiming to be public spirited villagers & ex-employees of Ballarpur Industries Limited, i.e., the answering Opposite Party, are initiating this Social Action Litigations by invoking PIL jurisdiction of this Court p. 2 essentially for assailing the MOU dated 20.04.1991 and also the consequent sale deed vide RSD No.611 dated 05.01.1994. 2. AS TO WHY DELAY IN DISPOSING OFF THIS PETITION. (i). SLP Nos.10289-10290/2025 are preferred by the answering Opposite Party, namely, Ballarpur Industries Limited against orders dated 19.02.2025 & 19.03.2025 made by Coordinate Benches of this Court in the petition at hand. The Apex Court, in its order dated 20.01.2026, inter alia observed as under: “ ….We are informed that the High Court has not taken up the matter for consideration, despite the orders dated 15.04.2025 and 08.08.2025 passed by this Court. Xx xx xx As the matter pertains to the Insolvency and Bankruptcy Code, 2016, and proceedings thereunder are statutorily time bound, it would be necessary for the High Court to give priority to the pending writ petition and dispose of the same as expeditiously as possible. As that has not happened despite our earlier requests, the Registrar of the High Court shall place the matter before the Hon’ble The Chief Justice of the High Court of Orissa, Cuttack, for passing appropriate orders for the listing of the matter forthwith to enable its disposal at the earliest…” (ii) In view of the above order, the Registry of this Court had submitted the NOTE dated 27.01.2026, which being self-explanatory, is reproduced below:- “W.P.(C) No.15880 of 2024 (PIL) Hon'ble The Chief Justice W.P.(C) No.15880 of 2024 (PIL) was specially assigned to the Division Bench presided by Hon'ble Shri Justice S.K.Sahoo vide kind minutes dated 01.05.2025 of Hon'ble the Chief Justice. Page 3 of 11 After transfer of Hon'ble Shri Justice S.K.Sahoo, the matter is still pending for adjudication. It is pertinent to mention here that Hon'ble The Chief Justice (Shri Harish Tandon, J.) may not hear this case in view of Order No.09 dated 30.04.2025. It is relevant to mention here that Hon'ble Supreme Court of India in SLP No.10289-10290/2025 vide order dated 20.01.2026 has observed that the matter pertains to the Insolvency and Bankruptcy Code, 2016 and proceedings thereunder are statutorily time bound, it would be necessary for the High Court to give priority to the pending writ petition and dispose of the same as expeditiously as possible which is placed at Flag-10. Placed for favour of kind consideration and nomination of appropriate Division Bench to take up the present writ petition. Sd/-D.R.(Judl.) 27.01.2026 Place this matter before the Division Bench assigned to hear Insolvency and Bankruptcy Code. Sd/- Chief Justice 27/1/2026” 3. SUBMISSIONS MADE ON BEHALF OF THE PETITIONERS. 3.1. Learned counsel for the Petitioners vehemently argued that totally 581.6 acres of land at Choudwar belonging to the State Government has been sold to the answering Opposite Party for a paltry sum of INR 12 Crore; there is absolutely no justification for making the sale when the Opposite Party was holding the said land on lease basis; no public property can be disposed off by a negotiated sale, the permissible mode being public auction; though the answering Opposite Party was subjected to IBC proceedings, the orders made by NCLT/NCLAT approving the arrangement proposed by the Resolution Professional, this Court has power coupled with duty to protect the public p. 4 property by setting aside the fraudulent sale. He lastly submits that immediately coming to know of the sale transaction, this petition is filed offering a plausible explanation for the arguable delay & latches. In support of his submission, he pressed into service a few decisions of the Apex Court. So submitting, he sought for allowing of the petition. 4. CONTENTIONS RAISED ON BEHALF OF THE OPPOSITE PARTIES. 4.1. Learned counsel appearing for the answering Opposite Party and learned AGA representing the official Opposite Parties stoutly resisted the petition. The answering Opposite Party has filed the Counter. Learned private counsel vehemently contended that: the Petitioners have do not locus standi nor locum; petition is not bona fide; the petition is barred by enormous delay and latches, there being no plausible explanation; petition is even otherwise is not maintainable in the teeth of orders of NCLT affirmed by NCLAT; petition averments as to the extent of land of the Government is incorrect; the sale deed comprises of only 333.37 acres, and the remaining is a private acquisition; earlier rounds of litigation operate as res judicata. Learned AGA contended that Government, being the owner of the land in question, has taken the decision to sell the same in the meeting of the Committee headed by the Chief Minister; all that was done for revival of the industry in question; p. 5 there is absolutely no case warranting interference of this Court. They too cited certain decisions in support of their stand. 5. FOUNDATIONAL FACTS OF THE CASE 5.1. After the closure of Titagarh Paper Mill (hereafter ‘TPM’) at West Bengal, the Paper Mill at Chowdwar was brought under the direct control of Department of Industries in November, 1988. There was BIFR intervention for the development, modernization & extension of TPM, as provided under the provisions of the Sick Industrial Companies (Special Provisions) Act, 1985. An MOU came to be concluded on 20.04.1991 between the Industries Department of Government of Orissa and Ballarpur Industries Limited (BILT) under which the subject lands came to be handed over the BILT. This was followed by execution and registration of regular Sale Deed dated 05.01.1994. 5.2. The attempt to rehabilitate the industry having not borne fruit, the BILT closed the industry with effect from 31.03.2003 and was trying to alienate certain of lands. W.P.(C) No.12810 of 2003 followed by W.P.(C) No.11338 of 2004 & W.P.(C) No.1375 of 2005 came to be filed. There was intervention of the Industry Minister to prepare feasibility report for the revival of one industry. However, that did not work much. At that stage, WPC (PIL) No.6779 of 2020 came to be filed for interdicting alienation of industrial land. Page 6 of 11 The said petition came to be disposed off vide order dated 18.02.2021, with certain observations. 5.3. The present petition as a PIL has been filed essentially for the quashment of MOU dated 20.04.1991 & the registered Sale Deed dated 05.01.1994 mainly on the ground that the BILT has violated all conditions of grant and instead of using the lands for industrial purpose, they are being converted to effectuate housing purpose. 6. Having heard learned counsel for the parties and having perused the petition papers, we decline indulgence in the matter for the following reasons: 6.1. AS TO LOCUS STANDII OF THE PETITIONERS 6.1.1. Petitioners are the ex-employees of the industry in question, who have been retrenched. They have received retrenchment compensation. Where land allegedly allotted by the Government for industrial purpose is being diverted to some other, ordinarily employees or ex-employees of the allottee industry can evince interest in espousing of the labour class in particular and the public interest in general can maintain a Social Action Litigation. The Government allots land for some public purpose subject to certain stipulations. If those stipulations are violated and the Government does not take action for violation, any public spirited citizen can invoke PIL jurisdiction, subject to all just exceptions. Argued case of the Petitioners does not fit into any such p. 7 exceptions. Petitioners have specifically averred in their pleadings that they do not have any private individual interest in the matter. Therefore, the vehement contention of learned counsel appearing for the private-OPs that the Petitioners lack locus standii does not merit acceptance. 6.2. AS TO DELAY & LATCHES 6.2.1. The main prayer in the petition reads as under: “(i) As to why a Writ of Certiorari should not be issued to quash the MOU dated 20.04.1991 and Sale Deed vide RSD No.611 dated 05.01.1994...” Apparently, the MOU was concluded above 35 years ago. It was a result of a series of deliberations held by a High Level Committee headed by the Chief Minister of the State in which other public functionaries and BILT too had participated. It was not done in the spur of moment. The impugned Sale Deed came to be executed & registered on 05.01.1994. The petition is filed only on 02.07.2024. Absolutely, there is no explanation whatsoever for brooking a long delay of more than three decades. At least as a concession to shortness of human life, legal battles even in deserving matters have to be launched without wasting time. Stale claims do not merit examination, inasmuch as public peace & tranquility are better served by discouraging delayed litigation process than by entertaining. It hardly needs to be stated that law will not come to the aid of sleepy & tardy. Page 8 of 11 6.2.2. It is not that the Petitioners are uneducated & ill-informed. Some of them were before this Court in the earlier rounds of litigation, is not disputed. Why no prayer was made for setting at naught the impugned 1992 MOU & the 1994 Sale Deed, is not explained. Repeated submission of their counsel that the District Collector, vide Letter No.3705/Rev dated 06.06.2020, had pointed out several irregularities associated with the very allotment of land initially on lease basis and subsequently on absolute sale basis, does not advance their case even one inch further. If the Collector had pointed out the irregularities way back in June, 2020, why four years were spent in filing this petition remains as a mystery wrapped in enigma. This apart, Petitioners have not done any ground work before launching this legal battle, which involves very high stakes. They have taken up the plea that the Government has allotted 581.6 acres of land to the answering OPs whereas records reveal that it was only 333.34 acres. Added, the pleadings are haphazard, to say the least. Entertaining half backed petition of the kind, would not augur well to the realm of law & justice. The PIL jurisdiction cannot be invoked for forcing the Court to undertake roving investigation. 6.3. AS TO THE CONTENTIONS OF PARTIES. 6.3.1. The vehement submission of learned counsel appearing for the Petitioners that the Government is not justified in selling a huge chunk of public property when extension of existing lease would have served the p. 9 purpose, is bit difficult to agree with. Complete facts & figures that resulted into 1992 MOU followed by 1994 Sale Deed are not borne out by record. True it is that the disposal of State Larges like the lands in question should ordinarily be by public auction vide Ramana Dayaram Shetty v. International Airport Authority of India, AIR 1979 SC 1628. However, that is not the inviolable thumb rule as explained by High Court of Rajasthan in Poonam Chand Bhandari v. State of Rajasthan, RLW 2008 (1) RAJ 885 (DB). Exceptional circumstances may warrant a deviation from the beaten track. At this length of time, a Writ Court cannot undertake a deep inquiry as to why the mode of Public Tender was not adopted. Digging decades-old- grave serves no purpose. 6.4. Records do reveal that, earlier the lands to the extent of 333.34 acres were allotted by way of lease for the industrial purpose. However, Government of the day having deliberated over the matter took a considered decision to sell these lands to the lessee-company for a price of INR 12 crore. There were other three agencies who had staked claim along with the Company. Though counsel for the Petitioners vehemently argued that the sale price was highly inadequate, no statistical sale data for the contemporaneous period in respect of adjoining lands is furnished. Such data obviously could have been secured from the Office of jurisdictional Sub-Registrar. More than three decades ago, the real estate prices were abysmally low. In the last two p. 10 decades or so, the prices have gone atop the sky. The purchasing power of Rupee, those days was very high and demand for land was comparatively low. Court cannot assume that a contract of sale of the kind, the Government would enter into for inadequate consideration. The allottee-Company was given duty rebate, is not relevant in adjudging the plea of malafide. 6.5. The next contention of the Petitioners that the land once leased to a private entity for a particular term could not have been sold to the lessee, is thoroughly misconceived. It hardly needs to be stated that ownership is a bundle of rights and the owner of a property can alienate the bundle in a wholesale way or in piecemeal. In sale, gift & exchange, whole ownership changes hand, whereas in mortgage & lease, it does not. Once a property is leased, the lessee does not become the owner nor the lessor ceases to be one. When leasehold is sold, the lessee becomes absolute owner of the property, the lessor not retaining any shade of ownership. Unless the law interdicts enlargement of leasehold into a freehold, it cannot be gainfully argued that the lessor cannot transfer the property to the lessee during the subsistence of lease. No rule or ruling to the contrary is cited before us. The contention that the allottee-Company is making efforts to form housing layout in the subject lands for earning profits by sale of plots, even if is true, makes no difference to the case. Once sale takes place, as mentioned in Section 54 of the Transfer p. 11 of Property Act, 1882, the buyers becomes the absolute owner and he can do whatever he wants, with the property subject to other laws. 6.6. Merely because the Government arguably could have extended the lease for further period, one cannot hastily jump to the conclusion that the transaction is vitiated by malafide or bad faith, especially when the allottee- Company underwent the BIFR proceeding. It again is difficult to attribute motives to the Government more particularly when the decision was taken after deliberation of a Committee headed by then Chief Minister. Even otherwise, allegations of malafide of the kind cannot be adjudicated in the absence of decision makers as parties eo nomine to the proceedings. Lastly, the Writ Courts do not undertake an exercise for invalidation of registered sale deeds, when decades have rolled. In the above circumstances, this petition being devoid of merits is liable to be dismissed and accordingly it is, costs having been reluctantly made easy. Web copy of judgment to be acted upon by all concerned. (Krishna Shripad Dixt) Judge (Chittaranjan Dash) Judge Orissa High Court, Cuttack The 12th day of February 2026 /Basu Designation: ADDL. DY. REGISTRAR-CUM-ADDL. PRINCIPAL SECRETARY